Spider-Man Begins
by spentlizard
Summary: What if Christopher Nolan had been hired to direct Spider-Man rather than Batman? Here's what I believe would've happened if that were the case. After his parents, aunt, and uncle are murdered, Peter Parker seeks the means to fight injustice. With the aid of friend Curt Connors, detective George Stacy, and ally Alastair Smythe, Peter unleashes his alter-ego on New York: Spider-Man.
1. More Than Just a Man

"MJ, let me see!" Peter called out as he was running across the grounds of the Osborn Manor. While he was running, he saw that Mary Jane had run into the greenhouse. When he got inside, Peter believed she had disappeared until he saw the familiar redhead hiding beneath the table containing many potted plants. Crouching down, he said "Please let me see."

"Finder's keepers, and _I _found it." Mary Jane teased.

"Yeah, in _Harry's _garden." Peter retorted. "I just want to tell him what it is, that's all."

Sighing, MJ said "Alright," and she opened up her hand to reveal a Native American arrowhead, most likely made out of flint.

Acting quickly, Peter snatched the arrowhead out of her hands and ran away, shouting "Finder's keepers!"

"Hey! Get back here!" Mary Jane called out, but by then Peter had hidden himself behind a bush with his knees on top of a nailed-up well.

"Peter?" MJ asked, wondering where he could've gone to. As Peter peaked over the bush to keep track of where she was, he felt the wood beneath his legs begin to buckle, and it gave out from under him.

"AAAHH!" Peter screamed as he fell down the well. When he hit the bottom, he heard a painful cracking noise as his left elbow came in contact with the ground. As he tried to get up, he found that when he tried to move his left arm, it was extremely painful, so he assumed that it was broken. He also saw that his glasses were broken and askew, as well as his clothes covered with musty old spider webs.

MJ heard the commotion and came rushing to the side of the well, calling down, with worry, "Peter? Peter, are you alright?"

"I-I'm fine MJ. Can you go get some help?" Peter asked.

"Sure, right away," she said, and she began rushing towards the Manor, shouting "Aunt Anna! Mr. Parker! Mr. Osborn! Someone help!"

When the sounds of her voice faded away, the injured 8-year-old looked to the side of the pit and saw a black cave leading to God knows where. In no time at all, he heard the sounds of someone, or _something_, rustling in the darkness. Terrified, Peter was wishing that Mary Jane would come back soon with his father or someone who would help, but the moment just wasn't coming quick enough.

Suddenly, hundreds of thousands of spiders crawled out quickly from the cave and started to swarm Peter. He tried to shoo them away with his working arm, but it proved to no avail as the arachnids crawled all over his body and started biting him everywhere. Peter let out a scream of terror each time the fangs penetrated his skin, causing him immense pain all over, and he felt like he was going to die.

* * *

Peter's eyes shot wide open as he woke up, taking in the fact that his mind was no longer in the past, but terrified all the same. As he sat up on his uncomfortable bed, he looked around his cell and saw another one of the prisoners awake as well.

"Did you have dream?" the old man asked, one of the few Bhutanese men at the prison who could speak proper English, if any. This was the only person that Peter could call "friend" at this place, but he never learned his name.

"Nightmare," Peter uttered, his voice hoarse and deep. As he swung his legs over to the floor and rubbed his face and beard, the old man asked "Worse than this place?"

Looking over to one of the other prisoners, a large, scowling man with grudge against him for whatever reason, Peter said "I don't even know anymore."

As the guards pulled them out of their cells so they could receive their morning meal, Peter saw the other prisoners that were either eating or working, along with the guards that were armed to the teeth and ready to gun down anyone who resisted authority.

When the prisoners got in line for their meal, Peter saw the large man staring him down, and the old man said from behind "They are going to fight you."

"Again?" Peter whined, grabbing a small bowl.

"Until they kill you." the old man warned.

As he grabbed a ladle from the pot of stew and started pouring the watery liquid and raw cabbage into his bowl, Peter sarcastically asked "Can they kill me _before _breakfast?"

Suddenly, a hand slapped the bowl from Peter's grip, causing it to spill on the ground, and he looked to see that the large man was the one who did it. Giving him a nasty glare followed by a wicked smile, he said "You are in hell, little man."

The large man then punched him in the jaw, sending his upper body onto the serving counter. Pulling Peter back by his hair, he looked him in the eyes and said "And I am the devil."

He punched him again, sending him towards the ground. Peter placed his hands out in front of him to break his fall, and when he got back up, he looked the large man in the eyes and said "You're not the devil. You're practice."

The large man took a swing at him, but Peter ducked and delivered a blow to the jaw, followed by a head-butt that knocked him to the ground, cold.

As Peter stood victorious, some of the men that stood in from of the large man looked at him and began to engage him. One of them threw his arm out, but Peter grabbed it and threw him against the serving table. The others got behind him and were pulling at his shoulders, causing him to lose his grip on the one man and himself thrown against the table. While they were beating down on him, Peter swung his legs up and pushed at the side of the counter to force the men back, sending them and himself flying through a metal fence that kept the others in line. As they rolled down the short but muddy hill, Peter regained his balance and started to drag one of his attackers through the mud until another man punched him in the face. After he punched a second time, he tried to kick him, but Peter grabbed his leg and threw it against his kneecap, causing it to snap. Another man grabbed him from behind, but Peter grabbed hold of his arm and threw him over his shoulder and onto the ground on top of the other man who's leg he just broke. Two more men tried going at him from either side, but Peter reacted quickly by punching them both at the same time in the face. Another man attempted to kick him, but he simply caught his leg and twisted it. Yet another man tried charging at him, but Peter picked him up and threw him over his head. When one of the men looked like he was going to get up again, Peter kicked him in the groin, causing him immense pain. The last man tackled him from behind and shoved his face into the mud, whereupon Peter got up and started to beat down on the man who tackled him.

Suddenly, gunshots rang out as two guards came rushing to the scene while another fired his rifle into the air. The guards grabbed onto Peter's arms as they started to drag him away.

"Where are you taking me?" Peter demanded.

The guard with the rifle said "Solitary!"

"Why?" he asked.

"For protection!" the guard said.

Peter felt disgusted at his remark. "I don't need protection!"

"Protection for them!" the guard told him, noting the men that were lying in the mud.

* * *

"Get in!" the guard shouted as he threw a muddy Peter into the isolation room and onto the floor, whereupon he locked the metal door. When he got up, he started walking over to the only stool in the room when he heard a voice behind him say "Are you so desperate to fight criminals that you lock yourself in to take them on one at a time?"

Peter saw a Caucasian man standing in the shadowy corner of the room, wearing a dark grey suit, blue shirt, and red tie. What was unusual was that his hair was remarkably silver, not grey, and that he was rather young to sport this, around his mid forties or so. In response to his question, Peter said "Actually, there were, uh, seven of them."

As Peter turned back to his stool, the man said "I counted six, Mr. Parker."

When he said this, Peter turned to face the man after he had emerged from the shadows and he had sat down. He asked, in surprise, "How do you know my name?"

"The world is too small for someone like Peter Parker to disappear, no matter how deep he chooses to sink." the man said, walking towards Peter.

"Who are you?" Peter asked.

"My name is merely Frederick Foswell, but I speak for Silvio Manfredi, otherwise known as 'Silvermane,' a man greatly feared by the criminal underworld. A man who can offer you a path." Foswell said.

"What makes you think I need a path?" Peter asked, throwing his muddy hand-rags on the floor.

"Someone like you is only here by choice." Foswell said. "You have been exploring the criminal fraternity, but whatever your original intentions, you have become truly lost."

Peter scoffed, then asked "And what path can 'Silvermane' offer?"

"The path of a man who shares his hatred of evil, and wishes to serve true justice." Foswell said. "The path of the League of Maggia."

Peter chuckled this time, then answered "You're vigilantes."

"No, no, no. A vigilante is just a man lost in the scramble for his own gratification. He can be destroyed, or locked up." Foswell responded, noting the prison walls around them. Then, he crouched down so he could meet eye-to-eye with Peter, and said "But, if you make yourself more than just a man, if you devote yourself to an ideal, and if they can't stop you, then you become something else entirely."

Peter was now fully listening to what Foswell was saying, and he asked "Which is?"

"A legend, Mr. Parker." Foswell said, followed by a moment of silence. When he finally stood up and started walking towards the door, he said "Tomorrow, you will be released. If you are bored of brawling with petty thieves and want to achieve something, there is a rare blue flower that grows on the eastern slopes. Pick one of these flowers. If you can carry it to the top of the mountain, you may find what you were looking for in the first place."

"And what was I looking for?" Peter asked as one of the guards opened the door.

Foswell turned to face him, and he said "Only you can know that."

With that, Foswell left the isolation room, and the door was locked behind him.


	2. What Do You Fear?

"Ugh!" Peter grunted as he was tossed out of the back of the prison truck and onto the road in the countryside. As he started to get up off the ground, he looked at the truck, then to the slopes beyond. After he picked up his rucksack off of the ground, he began his long trek to find the blue flower that Foswell had spoken of.

After about half a mile, Peter made his way to the top of the slope and saw a large group of long poles decorated with ancient flags, along with the flowers that he needed. Picking one up off the ground, Peter noted the simplistic beauty of such a plant before looking up to see a temple on the mountain's peak.

For several hours, Peter made the climb upward, draining much of his energy and motivation as a result. Still, he kept on going, determined to see what Foswell and Silvermane were to offer him. When he was nearing the top, Peter came across a small village, and the civilians living there ran away as soon as they saw him. He was going to ask himself why they were doing so, until he saw a young boy run past him to an older man, and he said "You turn back. You go back."

Regardless, Peter was not fazed by any means, so he continued his journey to the top. As the time passed on, the sky became darker and the air became colder, forcing Peter to wrap his head with a makeshift balaclava. But after a while, he felt like he couldn't do it anymore. He just wanted to collapse onto the snowy mountain and rest for a long, long time. But as luck would have it, he had made it to the top of the mountain, and the temple lay in front of him.

Peter trudged his way to the front doors and banged his fist against it twice, hoping for an answer. A moment later, the doors swung open slowly, revealing a small candle-lit shrine and a small staircase leading to the main room in the monastery. As he walked up the staircase, Peter took off his balaclava and quickly came to realize that there was a man sitting in a throne-like chair at the far end of the room. Despite having the name "Silvio Manfredi," the man did not look like he was an Italian, but rather like an old Japanese man. Like Foswell, his hair was completely silver, albeit having a bald head and two drooping chin-strands. He was wearing a long, maroon cloak on his body, and a stoic demeanor on his face.

"Silvermane." Peter uttered from his mouth, panting, and then he heard the sound of doors shutting from behind. He turned around to find that a man dressed like a ninja, with a sword on his back and a rifle slung over his shoulder, had shut the doors and kept them locked with a wooden board. Peter then heard footsteps from his left and his right, so he looked both ways to find four more ninjas walking towards him, two of them with guns. He observed them with anxiety, not knowing whether or not they would kill him, until he heard a familiar voice say "Wait."

Foswell had emerged from the corner and kept the men from attacking Peter, and then Silvermane uttered something in Japanese that he couldn't understand.

"What are you seeking?" Foswell had translated for him.

Peter thought about what he was going to say next for a moment, and then he said, still panting, "I seek... the means to fight injustice. To turn fear against those who prey on the fearful."

Peter then opened his rucksack, pulled out the blue flower, and handed it to Foswell, who held it up so Silvermane could see it. He then uttered something else in Japanese, then Foswell translated again, saying "To manipulate the fears in others, you must first master your own." Pocketing the flower in his jacket, he asked "Are you ready to begin?"

Peter was still exhausted and didn't understand the purpose of this question was, so he said "I can... I can barely stand."

With a quick and sudden movement, Foswell's leg swung up and kicked Peter in the stomach, saying "Death does not _wait _for you to be ready!"

While he was lying on the ground, he kicked Peter again, saying "Death is not considerate _or _fair!"

When Peter was scrambling to his feet, Foswell said "And make no mistake, here you face _death_!" He then tried to kick him again, but Peter caught his leg at the last second and blocked the attack.

Throwing his leg to the side, Peter got himself in a fighting position, whereupon Foswell said, in noting the form he used, "Tiger."

He then thrust both of his arms forward, but Foswell blocked it with his arm. Peter took advantage of this opportunity and grabbed his wrist with both hands and tried to pin his arm behind his back, but he was able to resist and said "Jujitsu." Foswell then thrust his hand towards his spine and caused him to let go of his arm and fall to his knee, but Peter got back up and posed in a new fighting position.

"Panther." Foswell said, then Peter started thrusting his hands at his head, but he dodged the thrusts and grabbed onto his leg when he attempted to kick. However, Peter quickly turned and escaped from his grasp, and he decided to thrust his elbow against Foswell, but he blocked his attack and thrust his own elbow onto his shoulder. Peter tried swinging his other arm at him again, but Foswell caught it, twisted it to the side, and grabbed him by the throat.

"You're skilled, but this is not a dance." Foswell said, followed by heat-butting Peter and kneeing him in the stomach, causing him to fall to the floor again, but this time he did not get back up.

Foswell rolled him over onto his back and said to him "And you are afraid, but not of me." At this, Peter fell unconscious and lay motionless on the ground.

Taking the blue flower out of his jacket and placing it on the inside of Peter's coat, Foswell asked "Tell us, Mr. Parker, what do you fear?"

* * *

He could still see the spiders surrounding him, even though they had all scurried off and were only in his mind now. As he lied on the ground with his arm broken, his body riddled with spider bites, and his eyes wide open, he looked upward to see someone descending down from a rope-harness attached to the tree above. As he descended downward, he could hear his father's voice calling out to him.

"Peter?"

Richard Parker had reached the bottom of the well and outstretched his hand, saying "It's okay, it's okay. You'll be okay."

At the kind words of his father, Peter outstretched his unharmed arm and Richard grabbed hold of it tightly. He then looked upward and said "Alright, Curt. Pull us up now."

When they were both pulled out of the well, Richard climbed up and, while carrying Peter in his arms, noted the one-armed Dr. Curt Connors, his closest friend, with a simple "Thank you."

"No problem," Connors said, letting go of the rope that Richard had descended down with. He then asked "Do you think he'll need an ambulance, Richard?"

"No, I'll set the bone, check for infections, and take him for an x-ray later." Richard said, still holding onto Peter tightly while walking towards the Manor.

"Alright, then." Connors said. Suddenly, the Manor doors opened and Norman Osborn, chairman of Oscorp Industries, walked out and asked "Good God, what's happened here?"

"Peter just had a fall, that's all." Richard explained to his longtime friend and business-partner. "Is it alright if he receives attention here?"

"Of course." Norman replied. "Feel free to use one of the guest rooms if you like."

"Okay. Thanks, Norman." Richard replied, and Norman walked back inside.

As they neared the Manor doors, Anna Watson and her niece Mary Jane were standing by the doorway when the elder of the two said "I'm very sorry, Mr. Parker. I've told-"

Richard cut her off, saying "Don't worry. It's fine."

While the two adults were conversing, Peter outstretched his good arm to Mary Jane and he dropped something into her palm as he passed by. When MJ opened her hand, she saw that he had given her the arrowhead back.

As Richard and Connors entered the doors of the Osborn Manor, Connors said, in an attempt to lighten the spirit of his friend's son, said "Took quite a fall, didn't we, Pete?"

"That's right," Richard answered for him. "And why do we fall, Peter? So we can learn to pick ourselves back up."

Rushing down the main staircase, Richard's wife, Mary, came asking about what happened, and Richard explained "Just a little fall and some bug-bites. It's just a small fracture and some welts. Nothing serious."

As the couple walked upstairs to the guest bedroom, Connors couldn't help but feel just as concerned for Peter's well-being as Richard was. After his wife, Martha, had left him and taken their son, Billy, with her, Peter filled that void for him. Not only was he academically gifted in the arts of science like his father, but he was a genuinely kind-hearted human-being, probably one of the nicest people on the planet. If anything had happened to him, he didn't know what he'd do.

* * *

Peter had been bed-ridden in the Osborn Manor for a week now. His arm had healed along with his bug bites, but he had developed arachnophobia as a result of the incident. He couldn't sleep most nights out of fear that the spiders would return, and he refused to leave the room to ensure they wouldn't come. Also, for some unexplained reason, his eyesight had improved since then, meaning he could see without needing glasses now. His parents had called it a "silver lining" to the incident, but Peter was still terrified for something like that to happen again.

The door creaked open, and his father stepped in, saying "The spiders again?"

Peter weakly nodded, and Richard, sitting down on the side of the bed, said "You know why they attacked you, don't you?"

As Peter shook his head, Richard continued, saying "They were afraid."

Peter was dumbstruck, as he believed the situation proved otherwise. "Afraid of me?"

"All creatures feel fear." Richard assured him.

Peter smiled lightly as he said "Even the scary ones."

"_Especially _the scary ones." Richard added as his son chuckled. "I got something to show you."

Richard reached into his pocket and pulled out a wide jewelry case, whereupon he opened it to reveal a beautiful pearl necklace. He then asked "Do you think your mother will like it?"

Peter nodded, then Richard closed the case, put it away, and said "Then it's time to get up."

"Maybe." Peter said with a smirk. Richard was glad that he had Ben's sense of humor, but that's what made his brother a bit of a pain at times. In response, he said "Hey, no going back to bed. We're going to see a show on Broadway."

"Broadway? Really?" Peter asked, awestruck. He had never gone to see a Broadway show before.

"Yes, now get up and get some nice clothes on. We leave in a half-hour."

* * *

"Did you help build this train, Dad?" Peter asked when they were aboard the Oscorp Monorail in Manhattan, speeding through the city.

"New York has been suffering lately. People less fortunate than some like Mr. Osborn have been enduring very hard times. I presented this issue to him, and we decided to build a new, cheap public-transportation system to unite the city." Richard said, sitting next to his wife, wearing the pearl necklace, and across from his son on the train. He the pointed out the window and added "And near the center, Oscorp Industries."

Peter looked at the large, structurally-impressive building in amazement, and then asked "Is that where you work?"

"Yes, but most of my work is related to cancer research, so I spend most of my time at the hospitals." Richard said. "Mr. Osborn is the majority shareholder and chairman, but we leave the running of the company to much better men."

"_Better_?" Peter asked, confused.

"Well, more _interested _men." Richard added, as their train continued towards their destination.

* * *

The opera was, in Peter's opinion, fantastic. The first act had been amazing, filled with spectacular music, costumes, and vocal work to boot. Now came the time for the second act, and once the lead vocalist had finished his solo, the rest of the performers came on the stage and started to climb up on ropes that had dropped from the ceiling. When they climbed up, they started to twist and turn themselves in various ways.

At first, Peter thought this was quite interesting. But soon, and he didn't know what it was, the images of the spiders came back into his mind. He tried to push them out and focus on the opera, but every time he looked back to the performers, he could still see them. He could still feel their bites. He could still hear his own screams.

Terrified and not wishing to see the spiders anymore, he whispered to his father "Can we go?"

Richard turned to face him with a puzzled expression, but then he saw the boy's terrified expression as he said "Please."

Richard gave a silent nod, then lightly patted Mary on the shoulder, saying "Let's go."

Mary looked quizzical, but she complied as she, Peter, and Richard stood up to leave out the side entrance. Once they got outside into the alleyway, she asked her son "What's wrong, Peter?"

"No, no. It was me." Richard answered for Peter. "I just needed some fresh air. A little bit of opera goes a long way. Right, Pete?" he said with a wink.

Peter silently nodded, and Richard directed his wife and boy to exit the alley, followed by saying "Come on, let's go."

As they were walking towards the street, they saw a grungy-looking man with a long mustache, dirty jacket, and black hair with white spikes walking into the alley. He had his hands in his pockets, looking like he was clutching onto something very tightly in the left. When he neared the Parkers, the man made a sudden movement and pulled an object out of his pocket, the object in question being a six-shot revolver that he pointed right at Richard.

"Wallets, jewelry. Come on, fast!" the man demanded.

"That's fine," Richard responded calmly. "Take it easy, take it easy."

Peter froze in place as he looked from the man to his gun and back again, while Richard slowly pulled his wallet and didn't break eye-contact with the man for one second, saying "Here you go."

As the man outstretched his right arm to grab the wallet from him, Richard tried to give it to him, but he accidentally dropped it on the ground, making the man flinch with his gun a little bit.

"It's fine, it's fine," Richard said calmly, still not breaking contact with the man as he kneeled down to pick the wallet up. "Now, just take it and go."

The man's eyes darted over to Mary, and then to the necklace of pearls she wore around her neck. With that, he said "I said jewelry!"

As he started to direct the gun at Mary, Richard stepped in front of her and said "Hey!" But his warning came too late as the man, startled, pulled the trigger and the bullet hit his chest.

Peter watched in silent horror as his father fell to the ground, followed by his mother screaming in terror. As she fell onto her knees, still screaming, the man tried to grab at her necklace. She tried forcing his arm away, but that resulted in him pulling the necklace off in pieces and shooting her too.

Peter saw his mother fall onto the ground next to his father, and then he looked up at the man who shot them with tears in his eyes. The man looked back at him for a second, and then he turned his back and ran away from the alley.

"Peter," Richard faintly uttered. Peter turned to face his father as he said "It's okay. Don't be afraid."

With that, his eyes slowly shut themselves as his head rolled to the side. Peter looked over to his mother and saw that her eyes were closed too. Both were not moving, and that's when he realized that Richard and Mary Parker were dead.

As he cried furiously, that's when the real fear came.

* * *

Peter sat in a small room of the NYPD station, his father's coat slung over his arm. He hadn't stopped crying, but at least it was silent. As reporters were flashing their cameras and police officers were trying to keep them out of the station, Peter thought continuously about what had happened in the alley, and that he felt responsible for what happened to his parents.

The door opened, and a young police officer, possibly a rookie in his early twenties, stepped in and kneeled down next to Peter. Pointing at the coat in his arms, he asked him "Is this your father's?"

When he saw the boy back away slightly along with the look on his face, the officer, in an attempt to raise the spirits of Peter, gave a genuine smile and said "It's okay."

The officer then grabbed the coat from his arms, saying "Come here," and then he wrapped the coat around Peter's shoulders and said "There you go."

Peter still looked depressed, so the officer then started caressing his cheek with his thumb, saying "It's okay, it's okay."

The door opened again, and Police Commissioner Patrick Mulligan stepped in, saying "Stacy."

Both Peter and Stacy looked up at Mulligan, and Stacy knew that it was time for him to leave. After he left, Mulligan said "Hey," in a friendly voice, followed by "Good news. We got him, son."

Peter thought he should be happy about this, but no amount of happiness could bring back his parents. Nothing could take back what he did.

* * *

Once the funeral had ended, all of the people, including friends, family, and coworkers, headed back to their cars and began to leave. As Peter was heading for Norman Osborn's car, accompanied by Dr. Connors, Donald Menken, vice president of Oscorp, walked up to Peter and shook his hand, saying "Your father was a great man. Don't worry, we'll be watching the empire in his stead. When you grow up, it'll be waiting for you." With that, Menken walked to his car and drove away.

As Peter got inside the car, he looked out the window to see Mary Jane waving goodbye to him. In response, he waved back, but it was with no joy or enthusiasm, and he looked like a ghost.

After he buckled himself, his best friend Harry, Norman Osborn's son, who was sitting next to him, said "Hey, sorry about your mom and dad."

"It's fine," Peter said with no emotion. As the driver began to pull away, Dr. Connors said "Your Aunt May and Uncle Ben have arranged for you to move in with them tomorrow. Is that alright?"

Peter silently nodded, but he continued to stare out the window at his parents' graves, knowing that life would never be the same.

* * *

Once at the Osborn Manor, Peter continuously stared out the window at nothing in particular, trying to pull the memory of his parents' deaths out of his mind, but found it impossible to do so.

The door creaked open, and Dr. Connors stepped in, saying "Dinner's on the table if you want to come down."

After no response came, Connors felt heartbroken, and he turned away. "Very well."

As Connors began walking out of the room, Peter turned around and asked "Dr. Connors?"

Connors turned around and asked "Yes, Peter?"

"It was _my_ fault, Dr. Connors." Peter blurted out. "I made them leave the theater. If I hadn't gotten scared..."

"Oh no, no, no, no, no." Connors calmly objected while walking towards Peter. "It was nothing that you did."

Lifting up his chin to meet his eyes, Connors said "It was him, and him alone. Do you understand?"

Peter didn't respond, but he began to cry more now, saying "I miss them, Dr. Connors. I miss them so much."

Pulling him into an embrace, Connors said, with a few tears falling from his eyes, "So do I, Peter. So do I."


	3. Don't Be Afraid

As the alarm sounded, Peter hit the snooze button and climbed out of bed. After getting dressed and brushing his teeth, he made his way downstairs to the kitchen and saw his Uncle Ben drinking a cup of coffee and reading the morning edition of _The Daily Bugle_. Peter then grabbed a bowl and spoon from the cupboard, a carton of milk from the fridge, and a box of cornflakes and made himself a bowl of cereal.

Sitting opposite of his uncle at the table, Peter lazily said "Morning," before wolfing down his breakfast.

"Good morning," Uncle Ben said. "How are you?"

"Fine," Peter mumbled, his eyes half shut.

"You okay?" Uncle Ben asked, concerned. "Did you get enough sleep?"

"I said I'm fine, Uncle Ben." Peter repeated, sounding a bit annoyed. Truth is, he stayed up working on a project for biology until 2:00 A.M. and couldn't fall asleep until 3:00, so he was extremely tired and exhausted (which, for him, was not uncommon).

"I was just concerned, that's all." Uncle Ben said in defense. "You've just seemed really out of it lately."

Peter sighed, then his ears picked up on the noise of the morning news on the living room television.

"-where last night, a massive prison riot took place and about two dozen inmates have escaped from Rikers Island. We have no confirmation on their apprehension by the NYPD as of yet, but the police are making sure that each one is returned back to the prison as soon as possible. Citizens are advised to take caution as-"

Peter slumped up from his seat, said goodbye to his uncle, went into the living room and kissed his Aunt May goodbye, grabbed his skateboard and backpack, and headed out the door to go to school. When he got to the edge of his street, Uncle Ben rushed out and said "Hey, after school, do you think you could stop by the hardware store and pick up some duct tape and screwdrivers? The pipes in the basement are leaking again."

"Gotcha." Peter replied, albeit unenthusiastic.

"Also, we need to clean the attic after that, alright?" Uncle Ben added.

"Sure thing. See you later." Peter said as he put his skateboard on the ground and began to ride away.

* * *

As Peter started working the combination on his locker to grab his books for trigonometry, he heard the familiar taunt of "Hey, Puny-Parker. How much lunch money you got on you?"

Peter turned around to face Eugene "Flash" Thompson, star football-champion and school bully. He then asked him "How much do you want?"

"All of it." Flash said flatly.

"Are you sure?" Peter inquired. "Because I don't want to see poor little Eugene strain his pea-sized brain by counting to five."

Flash had an angry scowl on his face, and Peter realized that he should've kept his mouth shut. With that, he threw out a right hook and it landed on Peter's left cheek, causing a bruise to form. Flash was going to take the money from him forcefully until he heard the bell ringing, and then he realized he needed to get to class.

"Next period, Parker. Have it ready." Flash warned.

Peter scoffed, knowing that the next period was lunch, and then Flash stormed away from the area.

* * *

When lunch came, Peter didn't wait to give his intended lunch money to Flash, but he had a $10 bill stuffed in his shoe in case of emergencies. After he had gotten his plate of spaghetti and meatballs from the cafeteria, he walked out to the school courtyard and sat down at an empty table. While he was eating, he heard the sound of someone sitting down next to him, and he looked to see that Mary Jane had come along with her tray.

"Hey, Pete," she greeted. "How's your day been going so far?"

"Eh, same as usual," he replied. "How about you."

"It's been fine so far," MJ said. "So, our bio-projects are due today. What did you do yours on?"

"I did mine on the moose. You?" Peter asked.

"I did spi-" she paused, momentarily forgetting about Peter's arachnophobia. After mentally cursing herself, she finished, saying "Uh, sparrow."

"Hmm," Peter mumbled, knowing full-well what she planned on saying.

Right then, MJ noticed the mark on Peter's cheek, and she worriedly asked "What happened to your face?"

"Flash, _again_." Peter said before taking a bite out of a meatball.

"You really got to stand up for yourself. Why do you let him push you around?" she asked.

"I don't know," Peter said, but he well-knew why. He just didn't want to say it.

"Did I hear someone call my name?" a taunting voice said from behind the two. They turned around to face Flash, hovering over them with a smirk on his face. Turning his attention directly over to Peter, he said "I thought I took your money already, Parker."

"You did, I just had a little extra." Peter cockily replied.

In the blink of an eye, Flash knocked his tray over onto the ground. Then, he grabbed onto Peter's shirt-collar with his meaty hand and pulled him close.

"You just don't know when to give up, do you?" Flash asked. "How long is it gonna take you to understand that?"

"Probably never." Peter said nonchalantly, then he pushed his way out of Flash's grasp.

"I've had it with you believing that your better than everyone else here, along with the fact that you keep them all afraid." Peter insulted.

"You wanna go, Parker? Let's do it, you son-of-a-bitch!" Flash said as he raised his fists up.

"Peter, don't!" MJ begged, tugging at his sleeve. Peter ignored her, and had his eyes fixated on Flash. Without hesitation, he rushed into him, tackling him to the ground. Then, Peter ran into the school as fast as he could, grabbed his jacket and skateboard from his locker, and rode out the front entrance into the city. He knew that he would be cutting biology and school, but he had to get out of that place. Away from everything.

* * *

Several hours later, Peter rode his board back towards home. When he got there, he saw that Uncle Ben was sitting on the front porch with his arms crossed and looks that could kill.

"Where were you?" Uncle Ben asked impatiently.

"I was just, um, I was out." Peter answered.

"What's this I hear about you getting into a fight at school and cutting class?" Uncle Ben asked again.

"Well, that _is _true." Peter admitted.

Sighing, Uncle Ben asked "While you were out, did you at least get the duct tape like I asked?"

"Um, well, no." Peter said flatly.

"I'm not mad at you, Peter, but I am _very _disappointed with you. Your aunt is as well." Uncle Ben said. "Come on, get inside."

Defeated, Peter walked inside, placed his skateboard against the wall, and walked into the living room, where Aunt May was sitting on the couch with a worried look on her face.

"Peter, where were you? You had us worried out of our minds!" Aunt May said.

"Look, I'm sorry Aunt May, I just... lost control today." Peter apologized.

"The hell you did." Uncle Ben said. "You outright attacked another student!"

"I pushed him out of the way so I could get out of there!" Peter argued. "This guy was the one that started the fight, I just ran away!"

"Well, what reason did this kid give you to push him?" Uncle Ben asked.

"Well, he's constantly abusing me at school. He's been doing this for several years!" Peter said.

"Oh, so this was about getting even then, is that right?" Uncle Ben asked.

"What? No, I did it so I could get away from him! Have you even been listening to me?" Peter nearly shouted.

Sighing, Ben said "Look, your father was in the same situation when he was a kid. Always getting picked on and laughed at. I know, I saw it happen. But here's the thing: he never stooped down to their level, ever. Not even just to quickly get away from a bad situation. He could've if he wanted to, but he chose not to because he lived by a moral that he upheld to his death."

"Which was?" Peter asked.

"With great power, comes great responsibility." Uncle Ben said.

Peter just stood there, letting it all sink in. Why, today of all other days, was he telling him this now? He could've any other day, but why today? Didn't he remember?

"He upheld that alright. Yeah, he did. That's why he was killed that night." Peter said, infuriated. Ben stood in silence for a few moments, and Peter continued, saying "He just stood there and took it, like he believed. Him and Mom, too. I'm disgusted with you, because your saying that my father, your own brother, was a goddamn coward!"

"No, I'm not saying that at all-" Ben started before being cut off.

"Yes, you did!" Peter shouted. "Your saying that he didn't try to fight back and protect his family from a man with a gun! _That _was his responsibility!"

Ben stood there in shock for a few more moments, and Peter continued.

"Did you forget? Did you forget that this was the very same night, eight years ago, when it happened?" Peter asked, tears visible on his face.

"I haven't forgotten, and I'm just as grieved as you are." Uncle Ben said, trying to calm his nephew down.

_"No you're not!"_ Peter shouted at the top of his lungs. "You weren't there, you didn't see it happen! You weren't a little kid who was forced to witness his own parents being shot right in front of them! _You don't understand!"_

Uncle Ben was utterly shocked at Peter's explosion. He had no idea that he kept this bottled up inside him for all these years. Peter, still infuriated, walked right out the front door and started running down the darkened street.

"Peter, please come back here!" Ben shouted out the door.

"Please, Ben, he needs to be alone right now." Aunt May said, putting her arm on her husband's shoulder.

Looking back at his wife, he walked out the door and started to follow Peter on foot. May, worried, followed at his side.

* * *

Peter walked into a convenience store, wanting to purchase something to take his mind off of what happened at home. He grabbed a Coke from one of the fridges and proceeded to the counter, whereupon the cashier said "That'll be $1.97."

Peter took out the money from his pocket and placed it on the counter. Looking at the money, the cashier said "I said it's $1.97. This is $1.95."

"It's only two cents." Peter told him. "Do you think you could just-"

"Sorry, no exceptions." the cashier said. "It's store policy."

Frustrated, Peter left the Coke on the counter, collected his money, and opened the door to leave. Once he had opened it, a man wearing sunglasses, jacket, and a baseball cap stepped past him and walked up to the counter. He bumped into a jar of mints, causing them to fall to the floor.

"Aw, dude, what the hell?" the cashier moaned, crouching down to pick up the fallen mints.

While he was distracted, the man reached into the open cash register and grabbed a sizeable amount of cash, possibly hundreds. He turned his head towards the door to see Peter still standing there, seemingly watching the ordeal and he threw the Coke over to him. Peter caught it, and exited out the open door while the man left out another exit.

As Peter was walking down the street, he heard the voice of the cashier saying "Hey, stop! Somebody stop that dude!"

He then called out to Peter directly, saying "Hey, kid. A little help?"

"Not my policy." Peter said as he walked away.

The thief was running along the street, brushing people to the side as he ran. After running for little over a minute, he crashed into an elderly couple, being Uncle Ben and Aunt May, face-first, and they were all knocked down onto the ground.

Uncle Ben noticed first that there was a gun on the ground, a six-shot revolver to be exact. He then looked over at the man who had bumped into them, and saw that he was eying the gun too. The thief caught onto this, and he quickly snatched the gun from the ground.

Standing up, the thief pointed the gun at Uncle Ben and said "Get out of my way, old man."

Uncle Ben got up off the ground and lunged right at the thief, but he was quicker and pulled the trigger.

The bullet hit Uncle Ben, and it went clean through and hit Aunt May as well. The thief watched in horror as he saw the elderly couple now dead on the ground.

"Oh, God. Not again, please..." he said under his breath.

* * *

Peter heard the gunshot ring out from behind him, followed by the sirens of a single police car. Curious, he quickly turned around and started heading the other direction. When he got close, he saw that there were two cops, a man, and two bodies that looked like...

"Uncle Ben! Aunt May!" Peter cried out furiously. He rushed out towards them, but one of the cops restrained him back saying "Easy, son, easy! Calm down, we just called the paramedics and we got the guy."

Peter wasn't listening, and he turned his head to see the other officer placing handcuffs on the guy who shot them.

He was the one that Peter let get away, the one from the convenience store. He had a chance to stop him, but he didn't do anything about it because he had been selfish and arrogant. Now he was paying the price for it.

The officer next removed the man's sunglasses and hat, revealing the man's grungy-looking complexion, long mustache, and black hair with white spikes.

It was the same man who shot his parents all those years ago.

Suddenly, Peter's mind just snapped, and he went ballistic.

"_You son-of-a-bitch! You killed them! You killed all of them! I have no one! You took them away from me! I'm gonna kill you!"_

"Easy, _easy,_ son! Calm down!" the officer shouted at Peter, holding him back from attacking the thief.

Soon after, the thief was taken into custody, the paramedics came and hauled Ben and May Parker's bodies away, and Peter was escorted into a police car and asked him if he had any other relatives he could stay with. After answering no, Peter requested that they take him over to the Osborn Manor. When he got there, the arrangements were made to have him stay there for the time being, and he collapsed onto the guest bed and cried harder than he believed he ever could, all while Uncle Ben's words danced airlessly in the back of his mind.


	4. The Will to Act

"And do you still feel responsible for your family's death?" Foswell asked a clean-shaven Peter as they were standing on a balcony overlooking the mountain range.

"My anger outweighs my guilt." Peter responded flatly.

Putting his arm on his shoulder, Foswell said "Come," and he directed him back into the monastery and into the training room. Once inside, Peter saw that there were ninjas testing their speed, agility, and fighting skills in various ways all over the room.

As Foswell walked in front of him, he turned to face him and said "You have learned to bury your guilt with anger; I will teach you to confront it, and to face the truth. You know how to fight six men; we can teach you how to engage six-hundred. You know how to disappear; we can teach you to become _truly_ invisible."

"Invisible?" Peter asked.

Foswell then said something in another language, and suddenly two ninjas dropped from the shadowy ceiling. He then walked towards one of the beams in the room and said "The ninja understands that invisibility is a matter of patience and agility."

Peter then noticed that there was another ninja clinging onto the beam, seemingly invisible like Foswell had said. Foswell then pulled at the ninja's arm to reveal a brown-leather hand-strap with four metal spikes protruding from the palm area, which Peter assumed is what he used to cling to the wooden beam.

"Here, try this." Foswell said, throwing him both of the ninja's climbing-gloves and giving him a pair of boots of the same properties. "This will help you to sneak into the shadows without touching the ground."

After putting them on, Peter turned to face the wooden climbing wall and ran towards it. Jumping forward, he made sure to jam his gloves and boots into the wall, and the spikes pierced into it.

"Well done," Foswell said. "Now, you must make sure to navigate quickly in order to achieve the proper striking position. Timing is everything."

"Okay," Peter exhaled, and started to climb upward on the wall. It was relatively simple, and soon he was clinging onto the ceiling.

"You know what? I think I've got the hang of this." Peter exclaimed.

"Really, you say?" Foswell asked with a hint of sarcasm. "I wouldn't be too sure of that."

"What are you-" Peter began to ask, but he narrowly avoided being pierced with an arrow that came flying out of nowhere.

"What the hell was _that _for?" Peter yelled.

"Overconfidence won't get you anywhere, and you need to learn to mind your surroundings." Foswell advised. "Speaking of which, have you noticed that your grip is starting to falter?"

Peter looked at his gloves and boots and saw that the spikes were coming loose from the ceiling.

"No, no, no, no, no, _no!" _Peter cursed, but the spikes had come loose and he fell onto the floor.

Foswell grabbed his hand and pulled him to his feet, and he said "It's a start, but we still have much work to do. Let's continue."

* * *

The ninja on the left swung his pole at Peter, which hit the left side of his stomach. The one on the right swung his pole, but Peter easily deflected it with his right fist. The left swung again at his left leg, but Peter moved it over to the closest platform. This motion nearly caused him to lose his balance, but he regained it by placing his right foot on another platform as well. Peter then blocked the left's next attack towards hit shoulder, but the right took advantage of this and wacked him right in the nose. While Peter was distracted by the pain, the left hit him in the shin and he lost his balance, making his feet slip from the platforms. He barely saved himself from falling to the ground by quickly placing his hands in front of him and gripping onto the nearest platforms, and he looked up to see Foswell watching him from the balcony.

"You must learn focus, or your enemies will overwhelm you in combat. You must also learn how to ignore pain in order to maintain this focus." Foswell said. "Alright, that's enough for today."

Sighing in relief, Peter pulled himself up over the railing of the balcony and grabbed his shirt that was hung over it. While he was putting it back on, he saw a man trapped inside a bamboo cage being lifted upward through the temple, calling out in some foreign language.

"Who is he?" Peter asked.

"He was a farmer," Foswell began. "Then he tried to take his neighbor's land and became a murderer. Now he is a prisoner."

"What'll happen to him?" Peter asked again.

"Justice." Foswell said flatly. "Crime can not be tolerated. Criminals thrive on the indulgence of society's understanding."

* * *

"Ah, good morning Mr. Parker." Foswell greeted Peter as he walked into the training room. "Today, I'd like to show you something."

He led him into a backroom filled with barrels of some type of powder, two tables, and a station for crafting the powder. Foswell picked up a barrel, placed it on one of the tables, opened it, and scooped out a small handful of black powder from it.

"Ninjitsu employs explosive powders as weapons for distractions." Foswell explained. He then threw a pinch of the powder onto the ground near Peter's feet, causing him to flinch slightly when it lit up. He then held out his hand, indicating that he should take some, which he did.

"Theatricality and deception are powerful agents. You must become more than just a man in the mind of your opponent." Foswell said.

Peter threw the powder at the ground and watched as it ignited and left a sulfurous smoke. "Cool."

* * *

Peter swung on the ropes around the room, trying his hardest to dodge the arrows that were flying past his head.

"Keep your concentration clear and your senses open." Foswell advised. "Your mind has to see around you even when you can only see in one direction."

"I'm trying." Peter grunted while he was swinging.

"Don't try, _do_." Foswell advised as Peter narrowly avoided having an arrow lodged in his kneecap.

* * *

Peter and Foswell were standing on a frozen lake about a mile or so from the temple. They were carrying swords, and they were both wearing specialized gauntlets that had three spurs facing outward. Peter swung his sword around a little, just to get a feel for it, as they were circling around on the ice preparing for combat.

Peter struck first by swinging his sword downward, and Foswell blocked his attack. He tried an attack from the rear, but Peter quickly turned around and blocked that attack next.

Peter resumed to going on the offensive and tried a few attacks from the side, but all those were blocked as well. After trying another frontal assault, he was pushed back until there was a decent amount of distance between the two opponents.

Suddenly, a cracking noise echoed throughout the mountains, and Peter looked down to see that the ice beneath them had cracked slightly. Foswell took advantage of this opportunity and lightly wacked Peter's sword into the air. As Foswell struck again, Peter blocked his next attack, but fell backwards onto the ice.

"Always mind your surroundings." Foswell said.

Peter got back up quickly and struck upward, but Foswell dodged the attack and struck his sword towards the ground. Peter then swung at his head, and he ducked low before counterattacking to the side. After another successful block, Peter attempted another head-swing, but he missed again, and Foswell walked away with his back turned to him.

"Your family's death was not your fault." he said.

Peter lunged his sword forward while his back was turned, but Foswell reacted quickly and blocked it easily. He then tried to move the sword behind him, but Foswell blocked the sword using his gauntlet. and then swung with his sword again. This, in turn, forced Peter's sword to be caught in between Foswell's sword and gauntlet, and it wouldn't budge. Foswell then stepped forward, causing the blade to become further trapped than it was.

"It was your father's." he said.

Peter suddenly filled with rage, and his grip on his sword faltered slighty. Regardless, Foswell used this distraction of rage and flung Peter's sword away from him, leaving him without a weapon. In retaliation, Peter started swinging his gauntlets at him, but it proved to no avail as he continuously blocked each advance. He managed to get his sword caught in his left gauntlet, and Peter tried another head-swipe. Foswell ducked, then he kicked Peter in the stomach and pushed him onto the ice. Peter quickly got back up and began to advance towards Foswell, but he successfully flipped him back onto the ice while holding his wrist tightly.

"Anger does not change the fact that your father failed to act. Nor your uncle." Foswell said.

"The man had a gun!" Peter argued.

"Would that stop you?" Foswell asked before letting go of his wrist, allowing him to return to the fight.

"I've had training." Peter said.

"Training?" Foswell questioned, before advancing and knocking Peter back onto the ice. "Your training is _nothing! _The _will _is _everything!_"

Peter got up yet again, and this time his eyes were fixed on his sword which was behind Foswell.

"The will to act." Foswell said.

Peter charged at him and Foswell swung his sword, but he ducked and rolled underneath, and picked up his sword while sliding on the ice. Foswell prepared to deliver his next attack, but he was bested by Peter as he blocked his assault and kicked him in the legs, causing him to lose his balance and fall.

Quickly getting up, Peter pointed his sword at Foswell's head and said "Yield."

"You haven't beaten me," Foswell said. "You've sacrificed sure-footing for a killing-stroke."

Foswell then swung his sword at the ice beneath Peter's feet, and the ice gave way as Peter fell into the cold water.

* * *

Foswell continued to put twigs onto the fire to make sure the flames didn't snuff out, then he looked at Peter to see him trying to keep warm.

"Rub your chest; your arms will take care of themselves." he said, and Peter presumed to do just that.

"Your stronger than your father." Foswell mentioned.

"You didn't know my father, or my uncle." Peter defended.

"But I know the rage that drives you, that impossible anger strangling the grief, until the memory of your loved one is just... poison in your veins. And one day, you catch yourself wishing the person you loved had never existed, so you'd be spared your pain." Foswell said.

Peter looked at him, with sorrow in his eyes, trying to understand what he was trying to say.

"I wasn't always here in the mountains, you know. Once I had a wife. My great love. She was... taken from me. Like you, I was forced to learn that there are those without decency, who must be fought without hesitation, without pity. Your anger gives you great power, but if you let it, it will destroy you, as it almost did me." He said, his voice shaking slightly.

"What stopped it?" Peter asked.

"Vengeance." Foswell responded.

"That's no help to me." Peter pointed out.

"Why, Peter?" Foswell asked. "Why could you not avenge your family?"


	5. With Great Power

"Will you be heading back to ESU after the hearing, or can I persuade you to stay on for a day or two?" Connors asked Peter as they walked through the entrance to Osborn Manor.

"I'm not heading back at all, Doc." Peter responded.

"You don't like it there?" Connors questioned.

"Oh, I like it fine, they just don't feel the same way." Peter said.

"Wait, you were kicked out?" Connors worriedly asked.

"Well, technically all my grades were decent, it's just that there was a slight miscommunication problem between me and some of the teachers." Peter answered.

Wanting to shake off the current subject-matter, Connors said "The second bedroom upstairs is all ready for you."

"No, the guest bedroom will be fine." Peter said.

"With all due respect, this is your house now Peter." Connors told him. "It was left in yours' and Harry's possession according to Norman Osborn's will."

"No, Dr. Connors, this would've been left to my father. I saw the first draft." Peter argued.

"Well, your father is dead now, so it belongs to you and Harry now." Connors pointed out.

"This place is a mausoleum. If I had my way, I'd pull the damn thing down, brick by brick." Peter curtly replied.

When they reached the top of the main staircase, Connors stopped walking and said "This house, Peter, has sheltered you and six generations of the Osborn family."

"Why do you give a damn, Curt? It's not _your_ family." Peter said, grudgingly.

"I give a damn because good men once made me responsible for what was most precious to them in the whole world." Connors said, sounding a bit hurt. They continued walking upward, with him saying "Miss Watson has offered to drive you to the hearing. She probably hopes to talk you out of going."

"Should I just bury the past out there with my family, Doc?" Peter asked.

"I wouldn't presume to tell you what to do with your past," Connors replied. "but just know that there are those of us who care about what you do with your future."

"Haven't given up on me yet?" Peter asked.

"Never." Connors said with a smile, and then he left.

Peter walked into the old guest bedroom, placed his suitcase on top of the bed, and walked over to the dresser to see a picture of his mother and father in Central Park. There was another one of his aunt and uncle at Coney Island, too. He smiled, trying his best to remember all the good times they had together, but then it pained him to think of them, knowing he'd never receive the same love or tender kinship ever again, all because of that man.

Turning away from the dresser, Peter walked over to the bed and opened up his suitcase. After digging through a couple of his shirts, he pulled out what he was looking for: a gun.

A brand-new, six-shot revolver with a specialized grip. Peter opened up the cylinder to check to see if the bullets were still there, and they were. Closing it, he put it inside the pocket of his coat, and took a deep breath, knowing the risk he was about to take.

Afterwards, Peter walked downstairs into the kitchen to find that Mary Jane, radiant as ever, was standing there, staring at the cluttered table.

"The condensed milk is still on the top shelf." Peter said.

Looking up, MJ saw Peter and a smile lit up on her face. "Haven't they noticed that you're tall enough to reach now?"

"Old habits die hard, I guess." Pete replied with a boyish grin on his face.

"Never used to stop us anyway." MJ teased.

"No it didn't," Peter said happily. "How's your aunt?"

"She's fine," MJ said, nodding. "She misses this place, so do I."

"Yeah, but it's nothing without the people who made it what it was." Peter said. "Now, there's only Doc Connors and Harry."

"And you." MJ added.

"I'm not staying, MJ." Peter told her.

"Your just back for the hearing." MJ realized, her smile fading away. "Peter, I don't suppose there's any way to convince you not to come."

"Someone at this 'proceeding' should stand for my family." Peter said, his smile fading as well.

Sighing, MJ said "We all loved your family, Peter. What Carradine did is unforgivable."

"Then why is your boss letting him go?" Peter asked, a hint of hatred in his voice.

"In prison, he shared a cell with Wilson Fisk. He learned things about his operations, and he will testify in exchange for early parole." MJ explained.

Looking at the floor, Peter begged "Mary Jane, this man killed my _entire _family. I cannot let that pass. Not many people go through something like that, and I need you to understand that, _please_."

Knowing the tragedy that he had already faced, MJ said "Okay."

* * *

"The depression hit working people, like Mr. Carradine, hardest of all." began District Attorney Franklin Nelson. "His crimes were appalling, yes, but they were motivated not by greed, but by desperation. And given the 12 years already served, as well as his extraordinary level of cooperation with one of this office's most important investigations, we strongly endorse his petition for early release."

Nelson then seated himself, and then Judge Bernard Rosenthal said "Mr. Carradine?"

Carradine stood up in full-of the courtroom, and Peter eyed him with absolute hatred and malice in his heart. He wanted nothing more than to watch him suffer for what he did. But if the law failed to do this, then he would have to take matters into his own hands.

"Your Honor," Carradine began. "not a day goes by that I don't wish I could take back what I did. Sure, I was desperate, like a lot of people back then, but that don't change what I did."

Carradine seated himself, and Rosenthal said "I gather there is a member of the Parker family here today. Has he got anything to say?"

Peter knew it was pointless. They were going to release him anyway, so there was no point in saying anything. So instead, he stood up from his seat, and walked straight out of the courtroom.

* * *

Peter walked out towards the exit of the courthouse, and he pulled the revolver out of his pocket. Quickly, he pulled the hammer back as the cylinder locked into place, and he stored it in his hand up the sleeve of his coat.

Suddenly, chatter erupted as the courtroom doors burst open, as several journalists, photographers, guards, and lawyers exited, saying "He's coming out the side, guys!"

Peter slowly walked forward, his breathing becoming more difficult with each step. He saw Carradine exit out the court doors, escorted by a few security guards. Slowly, the revolver slid more out of the coat sleeve and into his grip, placing his middle finger on the trigger. Peter knew that he was making the largest gamble of his life, but he had to do it, for his family.

Dennis Carradine had to die.

A blonde female reporter quickly stepped in front of Carradine, saying "Dennis! Hey, Dennis! Fisk says hi!"

Without warning, a gunshot rang out, and Peter had to blink twice before he could realize what had just happened. He saw the reporter on the ground, being handcuffed by the guards. Another guard picked up a handgun that had appeared on the ground. And Carradine was lying on the ground, completely still.

Carradine had been shot, but not with Peter's bullet.

Peter stared in disbelief at what lay before him. This was supposed to be _his _time for revenge. _His _time for justice. Now, he would never get that opportunity back, ever.

He hadn't even noticed Mary Jane standing on the other side of the screaming crowd, watching him from afar. Rushing over to him, she said "Come on, Peter. We don't need to see this."

"I do." Peter replied, still staring at Carradine's corpse.

* * *

"The DA couldn't understand why Judge Rosenthal insisted on making the hearing public." MJ said, flabbergasted, as they drove through town. "Fisk paid him off to get Carradine out in the open."

"Maybe I should be thanking them." Peter said, cruelty in his voice.

"You don't mean that." MJ reassured him.

"What if I do, MJ?" Peter asked. "My family deserved justice."

"You're not talking about justice, you're talking about revenge." MJ said.

"Sometimes, they're the same." Peter said.

"No, they're never the same, Peter." MJ said, taken aback. "Justice is about harmony. Revenge is about you making yourself feel better. That's why we have an impartial system."

"Oh, your system is broken." Peter remarked, sounding irritated.

Now infuriated, MJ took a sharp turn left and went into the entrance of the underbelly of New York, Hell's Kitchen.

"You care about justice?" MJ asked bluntly. "Look beyond your own pain, Peter."

Peter looked out his window to see several people sitting on the sides of streets, asking for spare change. Others were sleeping on benches meant for bus passengers, while others had makeshift homes make out of junk and fire lit in barrels.

"This city is rotting." MJ exclaimed. "They talk about the depression as if it's history, and it's not. Things are worse than ever down here. Fisk floods our streets with crime and drugs, preying on the desperate, creating new Dennis Carradines every day. Now look, Fisk may not have killed your family, Peter, but he's destroying everything that they stood for."

MJ pulled over to the side of the street, and to their right looked like a grimy old pub.

"You want to thank him for that? Here's your chance, here you go." MJ said. Peter looked at the pub, then back at MJ in disbelief. She continued, saying "We all know where to find him, but as long as he keeps the bad people rich and the good people scared, no one'll touch him. Good people like your family, who'll stand up against injustice, they're gone. What chance does New York have when the good people do nothing?"

Peter just sat there, absorbing all that she just said, and he simply uttered "I'm not one of your good people, Mary Jane."

"What do you mean?" she asked.

"All these years, I wanted to kill him." He said, pulling the gun out from his pocket and resting it in his hands. "Now I can't."

MJ looked at the gun in shock, then her eyes turned to look right back at Peter's. Her face suddenly had a scornful look upon it, and, furiously, she slapped him across his left cheek. He barely flinched, and she did it again. He continued to sit there, holding his head down in disappointment.

"Your father and uncle would be ashamed of you." MJ said coldly.

Peter looked up to meet her gaze, at a complete loss for words. Without saying anything more, he exited the car and walked over to the sidewalk, and MJ gave him once final glance before driving away.

* * *

Peter stood next to the edge of the pier, overlooking the Hudson River. He was trying to find the meaning in all that MJ had said and shown to him, and he kept asking himself the same questions.

Had he become so entangled with his own desire for vengeance that he overlooked what justice truly was? Had he nearly killed a man who's life would have amounted to saving others? Was he nearly willing to thank the man that made sure his family's death was all for nothing? Had he nearly thrown his entire life away for committing the same act that took away what he held dear?

MJ was right; they _would _be ashamed of him.

He pulled the gun out from his pocket, and his mind flashed back to when he was a little kid. He saw Carradine's gun as clearly as his own, and remembered all the pain this one weapon had caused him. He had lost everything, and he saw himself as nothing more than a lowlife like Carradine, a coward with a gun.

In absolute hatred and fury, Peter threw the gun out into the harbor, making sure that it sunk to the bottom of the river.

* * *

Peter walked back over to the pub, where he saw two large security guards standing on either side of the entrance as he walked in. Upon entering, Peter saw Wilson Fisk sitting by himself in one of the booths, reading a newspaper. Fisk was bald, large, and he wore an expensive suit, but Peter wasn't fazed. As he walked towards his table, one of his men came up and stopped him in his tracks. He started giving him the pat-down as Fisk noticed the commotion, looked up, and said "You're taller than you look in some of the pictures I've seen of you, Mr. Parker."

After the guard had finished his pat-down, he looked at Fisk and shook his head.

"No gun? I'm insulted." Fisk said as his man shoved Peter into the booth.

After Peter collected himself, he faced Fisk, whereupon he said "You could've just sent a thank-you note."

"I didn't come here to thank you." Peter said with spite. "I came here to show you that not everyone in New York's afraid of you."

"Only those who know me, kid." Fisk replied cockily. "Look around you. You'll see two councilmen, a union official, a couple off-duty cops, and a judge."

Peter looked over to see that Judge Rosenthal was sitting at one of the other tables, with a glass of scotch in his left hand and a hooker in his right.

Fisk then pulled a high-powered handgun from his jacket and pointed it right at Peter, saying "Now, I wouldn't have a second's hesitation of blowing your head off right here and right now in front of 'em. Now, that's power you can't _buy._ That's the power of fear."

"I'm not afraid of you." Peter said, his voice not wavering.

"Because you think you got nothing to lose, but you haven't thought it through." Fisk said. "You haven't thought about your lady friend down in the DA's office. You haven't thought about your friend, Mister Moneybags. You haven't thought about your cripple doctor friend. BANG!"

Fisk turned the gun away from Peter as he pulled the trigger, but the gun clicked, meaning it was never loaded to begin with. Placing the gun by his side on his seat, he said "People from your world have so much to lose. Now, you think because your mommy, your daddy, your auntie, and your uncle got shot, you know the ugly side of life. But you don't. You've never tasted desperate. So don't- don't come down here with your anger, trying to prove something to yourself. This is a world you'll never understand, and you always fear what you don't understand."

Peter was downright infuriated at this point. He wouldn't be dismissed by this man telling him that he doesn't know of suffering, nor of not knowing what fear is. Without warning, though, one of Fisk's men pulled him from his seat in a choke-hold, and held his arms against back while another man punched Peter square in the jaw. As he noticed his lip started bleeding, Fisk continued on.

"Yeah, you got spirit, kid. I'll give you that. More than your old man anyway. In the joint, Carradine told me about the nights he killed your family. He said that your father begged for mercy. _Begged_, like a dog." he said with amusement in his voice.

Peter was infuriated over that insult about his father, but before he could do anything else, the guards threw him outside into the street. Getting up from the ground, Peter realized that this man, and men like him that had grown powerful at the expense of others, had to be stopped. But how?

All at once, a thought came into his mind, something he thought he heard somewhere before, but couldn't place a finger on where. He realized that it was his responsibility to stop men like Fisk, making sure that the public would never have to go through the tragedy he suffered. To do that, he would require great power to combat these threats, and realized that the best method to accomplish that was through fear. He would turn fear against those who preyed upon the fearful.

"Should've tipped better." came a voice from out of nowhere. Peter turned to see an old hobo standing near a barrel-fire, trying to keep warm. Getting an idea, he walked over to the fire, pulled out his wallet, took his cash out of it, and tossed the wallet into the fire.

As Peter held out the money for the hobo, he asked "For what?"

"The jacket." Peter said. Reluctantly, the hobo took off his old, dusty jacket and handed it over to Peter just as he was taking off his own coat. As he was about to toss it into the fire, the hobo said "Hey, hey, hey, let me have it. It's a nice coat."

As Peter started putting on the jacket, he said "Be careful who sees you with that. They're gonna come looking for me."

"Who?" the hobo asked.

"Everyone." Peter said as he walked away towards the docks.

The sounds of a ship's horn blared out, and Peter saw that there was a cargo-ship preparing to sail away. Acting quickly, he rushed towards it and stowed away upon it, knowing that it's first stop would be Portugal due to the markings on the ship.

Looking back at New York as the ship sailed away, he knew that he was leaving behind his home, his friends, his life behind. He hadn't even said goodbye to anyone. Not Dr. Connors, not Harry, not Mary Jane...

It didn't matter at this point. He knew what he needed to do now, and his journey had already begun.


End file.
